Hime Marie & Paisley Porter need to change after their spin class but the women's locker room is under construction. They have no choice but to use the coed locker with the guys. While Paisley and Hime are chatting in the locker room, another gym member starts changing and flashes his big dick. The girls notice and and in awe of what they see! They can't help but want a threesome together and have that big cock stuffed in their tight wet pussies.